Common use of Representation and costs Clause in Contracts

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Consultant has been required by each of Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law

Appears in 2 contracts

Samples: Consulting Services and Option Agreement (Strategic American Oil Corp), Consulting Services and Option Agreement (Strategic American Oil Corp)

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Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts solely for the CompanyCompanies, and, correspondingly, that the Consultant Employee has been required by each of Lang Xxxxxxxx LLP and the Company Companies to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 2 contracts

Samples: Employment Agreement (Fortune Partners, Inc.), Employment Agreement (Fortune Partners, Inc.)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts act solely for the CompanyPurchaser, and, correspondingly, that each of the Consultant has Vendors and the Company have been required by each of Lang Xxxxxxxx LLP and the Company Purchaser to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company the Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Purchaser for certain of such persons to act in a similar capacity while acting for the Company Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 2 contracts

Samples: Share Exchange Agreement (Jackson Ventures, Inc.), Share Exchange Agreement (Lexington Resources Inc)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Consultant Xxxxxx has been required by each of Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to its review and execution of this AgreementContract. In addition, it is hereby further acknowledged and agreed by the Parties parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this AgreementContract, the consent of each Party party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement Contract and, in particular, that the costs involved in the preparation of this Agreementthe Contract, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 2 contracts

Samples: Professional Services Retainer Contract (Strategic American Oil Corp), Professional Services Retainer Contract (Strategic American Oil Corp)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Lawyers -- Patent & Trade Xxxx AgentsBarristers and Solicitors, acts solely for the CompanyPPMH, and, correspondingly, that the Consultant has Pooled Shareholder and the Pooling Trustee have been required by each of Lang Xxxxxxxx LLP and the Company PPMH to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company PPMH and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company PPMH for certain of such persons to act in a similar capacity while acting for the Company PPMH as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the CompanyPPMH. Applicable law8.7

Appears in 2 contracts

Samples: Pooling Agreement (Pure Play Media Holdings, Inc.), Pooling Agreement (Pure Play Media Holdings, Inc.)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Consultant Employee has been required by each of Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 2 contracts

Samples: Employment Services Agreement (Strategic American Oil Corp), Employment Services Agreement (Strategic American Oil Corp)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx Mxxxxxxx LLP, Lawyers -- Patent & Trade Xxxx Mxxx Agents, acts act solely for the CompanyOptionee, and, correspondingly, that each of the Consultant Optionors has been required by each of Lang Xxxxxxxx Mxxxxxxx LLP and the Company Optionee to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx Mxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company the Optionee and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Optionee for certain of such persons to act in a similar capacity while acting for the Company Optionee as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx Mxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx Mxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx Mxxxxxxx LLP, shall be at the cost of the Company. Applicable lawOptionee.

Appears in 2 contracts

Samples: Mineral Assets Option Agreement (Zoro Mining Corp.), Mineral Assets Option Agreement (Zoro Mining Corp.)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts act solely for the CompanyOptionee, and, correspondingly, that the Consultant Optionor has been required by each of Lang Xxxxxxxx LLP and the Company Optionee to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company the Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Optionee for certain of such persons to act in a similar capacity while acting for the Company Optionee as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable lawOptionee.

Appears in 2 contracts

Samples: Mineral Assets Option Agreement (Uranium Energy Corp), Mineral Assets Option Agreement (Uranium Energy Corp)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Consultant has been required by each of Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx Xxxxxxxx. LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 2 contracts

Samples: Consulting Services and Option Agreement (Strategic American Oil Corp), Consulting Services and Option Agreement (Strategic American Oil Corp)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts act solely for the Company, and, correspondingly, that the Consultant Executive has been required by each of Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to the Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 2 contracts

Samples: Amending Agreement (Power Air Corp), Amending Agreement (Power Air Corp)

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Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- Patent & Trade Xxxx Agents, the Escrow Agent acts solely as legal counsel for the Company, and, correspondingly, that the Consultant has been required by each of Lang Xxxxxxxx LLP Borrower. The Borrower and the Company to obtain independent legal advice with respect to its review and execution Lender hereby waive any claim that they may have against the Escrow Agent having a conflict of this Agreementinterest in the representation of any party hereto. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, the Escrow Agent and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counselBorrower. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLPthe Escrow Agent, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, to waive and such conflict and to obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent conflict. Consequent thereon, Lang Xxxxxxxx LLPthe Escrow Agent, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLPthe Escrow Agent, shall be at the cost of the Company. Applicable lawBorrower.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tapimmune Inc), Securities Purchase Agreement (Tapimmune Inc)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx XxXxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts act solely for the Company, Purchaser and, correspondingly, that the Consultant Vendor has been required by each of Lang Xxxxxxxx XxXxxxxx LLP and the Company Purchaser to obtain independent legal advice with respect to its review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx XxXxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company the Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Purchaser for certain of such persons to act in a similar capacity while acting for the Company Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx XxXxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx XxXxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx XxXxxxxx LLP, shall be at the cost of the Company. Applicable lawPurchaser.

Appears in 2 contracts

Samples: Acquisition Agreement (Uranium Energy Corp), Acquisition Agreement (Uranium Energy Corp)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Lawyers -- Patent & Trade Xxxx AgentsBarristers and Solicitors, acts solely for the CompanyBorrower, and, correspondingly, that the Consultant Lender has been required by each of Lang Xxxxxxxx LLP Xxxxxx Xxxxxx and the Company Borrower to obtain independent legal advice with respect to its the Lender’s review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company the Borrower and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Borrower for certain of such persons to act in a similar capacity while previously acting for the Company Borrower as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLPXxxxxx Xxxxxx, Barristers and Solicitors, shall be at the cost of the Company. Applicable lawBorrower.

Appears in 1 contract

Samples: Loan Agreement (Hemptown Clothing Inc)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts act solely for the CompanyPurchaser, and, correspondingly, that each of the Consultant has Vendor Group and the Company have been required by each of Lang Xxxxxxxx LLP and the Company Purchaser to obtain independent legal advice with respect to its review their respective reviews and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company the Purchaser and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company Purchaser for certain of such persons to act in a similar capacity while acting for the Company Purchaser as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 1 contract

Samples: Share Exchange Agreement (Fortune Partners, Inc.)

Representation and costs. 9.8 It is hereby acknowledged by each of the Parties hereto that Lang Xxxxxxxx LLP, Lawyers -- - Patent & Trade Xxxx Agents, acts solely for the Company, and, correspondingly, that the Consultant Employee has been required by each of Lang Xxxxxxxx LLP and the Company to obtain independent legal advice with respect to its his review and execution of this Agreement. In addition, it is hereby further acknowledged and agreed by the Parties hereto that Lang Xxxxxxxx LLP, and certain or all of its principal owners or associates, from time to time, may have both an economic or shareholding interest in and to Company and/or a fiduciary duty to the same arising from either a directorship, officership or similar relationship arising out of the request of the Company for certain of such persons to act in a similar capacity while acting for the Company as counsel. Correspondingly, and even where, as a result of this Agreement, the consent of each Party hereto to the role and capacity of Lang Xxxxxxxx LLP, and its principal owners and associates, as the case may be, is deemed to have been received, where any conflict or perceived conflict may arise, or be seen to arise, as a result of any such capacity or representation, each Party hereto acknowledges and agrees to, once more, obtain independent legal advice in respect of any such conflict or perceived conflict and, consequent thereon, Lang Xxxxxxxx LLP, together with any such principal owners or associates, as the case may be, shall be at liberty at any time to resign any such position if it or any Party hereto is in any way affected or uncomfortable with any such capacity or representation. Each Party to this Agreement will also bear and pay its own costs, legal and otherwise, in connection with its respective preparation, review and execution of this Agreement and, in particular, that the costs involved in the preparation of this Agreement, and all documentation necessarily incidental thereto, by Lang Xxxxxxxx LLP, shall be at the cost of the Company. Applicable law.

Appears in 1 contract

Samples: Employment Agreement (Miv Therapeutics Inc)

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